GENERAL TERMS AND CONDITIONS
VALIDITY OF CONDITIONS
1. The agreement for this order are stated in the following order: 1) The terms and conditions below 2) The contract procedures - Part B - (VOB/B) in the version valid at the conclusion of the contract.
They are hereby agreed to for all future contractual relationships and have priority over differing terms and conditions of the client, unless the latter are accepted in writing by the Contractor.
2. The confirmation of the contractor or - if such does not exist – the/his offer is determinative for the content of the contract.
3. The documents belonging to the offer - such as drawings, pictures, weights and breakthrough information etc. are, unless specifically indicated in the client's request as binding, only approximately determinative.
All titles and copyrights in the offer and all documents are reserved. Without the approval of the provider the offer and the documents may neither be passed on, published, reproduced nor used for any other purpose than those agreed.
4. The Offer is made on the assumption that
- The media used in the operation of the system (water, air, etc.) are not aggressive,
- In carrying out the work hazardous materials in the sense of the Ordinance on Hazardous Substances, in particular materials containing asbestos, that are not expressly stated in the specifications on the type and scope do not occur or are to be eliminated.
5. All additional work (eg masonry, caulking, plastering, carpentry, excavation, electrical, painting, etc.) are not included in the offer, unless they are listed in separate posts with quantity and price. If they are executed by the client, they are charged separately.
6. Installations that are run or repeated for reasons not attributable to the Contractor, shall be paid for separately.
REQUIRED DOCUMENTATION AND OFFICIAL AUTHORIZATIONS
7. The contracting authority/client will acquire at their own costs and in due time the necessary permits for the execution and operation of the facilities. If the Contractor assists him in these procedures, the contracting/client authority shall bear the resulting costs.
PRICES AND CONDITIONS OF PAYMENT
8. The prices in the offer are valid only when ordering the entire system. They are plus VAT at the statutory level (demand prices). Increases in VAT rate entitle the contractor to the appropriate price adjustments. This does not apply to services that are to be completed within four months of the contract, unless the client is not a businessman/tradesman and not a legal entity of public law.
9. If the assembly is interrupted for reasons for which the Contractor is not responsible, the resulting additional costs will be charged to the contracting authority/client.
10. The order will be invoiced on the basis of measurement at the agreed unit prices, if not a fixed price is agreed upon.
11. For work that is not included in the contract and requested by the client, material and labour costs will be invoiced plus surcharge.
12. § 16 of the Contract Procedures (VOB/B), DIN 1961, applies for all payments for the valid concluded contract.
13. The Contractor is not obliged to accept bills of exchange, any exchange charges are to be borne by the customer.
14. The assignment or pledge of claims of the Contractor from contractual relationships with third parties is only allowed with written permission by us.
15. Claims arising out of this contract and other related non-contractual claims may only be charged up against other contractual undisputed or legally established claims, which are also established in this contract. Furthermore, a set-off to the detriment of prior approval is required on our part.
16. The Contractor retains ownership and the rights to dispose of the delivery item until all payments under the contract have been received. By non-compliance with the agreed payment conditions and if the delivered goods have become integral parts of the construction, the client agrees to allow the contractor to dismantle items that can be removed without substantial impairment of the structure thereby returning the ownership of these objects to the contractor. If the client affects the aforementioned rights of the contractor, the client obliges to pay damages. The dismantling costs and other costs shall be borne by the client. If delivered items are permanently attached to another object, the client will transfer (should claims and ownership issues evolve) his claims and ownership of the new object to the Contractor, equal to the amount of the contractor's claim. On request of the client the Contractor commits himself, to release securities that have been acquired under the agreement if these exceed the value of all by the Contractor secured claims by more than 20 %.
ASSEMBLY, EXECUTION PERIOD/DEADLINES AND NOTIFICATION DUTY FOR WELDING WORKS
17. Completion period/deadlines are to be agreed in due time. Prerequisite for the start of assembly is that the construction work is so far advanced that the assembly can be carried out unhindered. The execution period begins with the final determination of all commercial and technical requirements for the design of the system, not before delivery of documentation/licenses/permits to be provided by the customer according to No. 7, and not before receipt of any agreed down-payments.
18. In cases of cutting, welding, melting and/or soldering work, the Contractor shall advise the client of the risks involved. The client is obliged to inform the contractor of any hazards (e.g. flammability of materials in rooms) carefully and to take all security measures (e.g., position of fire guards, firefighting equipment, etc.).
19. Should work be continued in particularly bad weather, it is up to the client to create the safe conditions for the progress of the work.
APPROVAL AND TRANSFER OF RISK
20. The Contractor bears the risk until acceptance of the installation. However, if the installation is damaged or destroyed by force majeure or any other for the Contractor unavoidable circumstances prior to purchase, he is entitled to payment for the work carried out so far, as well as other costs incurred.
The client bears the danger before acceptance of the installation, if he delays the acceptance or if the assembly, for reasons for which the customer is responsible, is interrupted and if the Contractor expressly gives the Installation produced up to that agreement in the care of the client.
21. The Installation has to be commissioned after completion of the service, even if the final adjustments have not been done. Commissioning is to be particularly conducted for completed parts of the work. Any use of the system prior to acceptance may occur only with the explicit consent of the contractor. In addition, § 12 VOB/B, DIN 1961, applies for the valid concluded contract.
22. During the trial run, the operator of the client is instructed by the Contractor in the operation of the system.
WARRENTIES AND INDEMNITIES
23. For warranty and damage claims of the customer, § 13 VOB/B, DIN 1961, applies for the valid concluded contract.
24. Place of performance and jurisdiction is, if the customer is a merchant/businessman, the headquarters of the commercial presence of the Contractor.
25. Effective 31.12.2001